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CVC LIMITED — AGM Information 2020
Nov 22, 2020
64728_rns_2020-11-22_3bb15d30-c4d5-4d55-ad8c-682f94d7ce0b.pdf
AGM Information
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ANNUAL GENERAL MEETING PRESENTATION
23 NOVEMBER | 2020
Building Long Term Shareholder Value
CVC LIMITED | Annual General Meeting Presentation
23 November, 2020 | 1
Disclaimer
IMPORTANT NOTICE
This Presentation (as amended) (Presentation) has been prepared and issued by CVC Limited ACN 002 700 361 (CVC).
This Presentation must not be copied or distributed to other persons without the prior written consent of CVC, which may be given or withheld in its absolute discretion.
This document is not a prospectus and does not contain all of the information which would be required to be disclosed in a prospectus.
SUMMARY INFORMATION
The information contained in this Presentation is of a general nature and in summary form. Neither CVC (nor any of its respective officers, employees, related bodies corporate, affiliates, agents or advisers) guarantees or makes any representation or warranty, express or implied, as to, or takes responsibility for, the accuracy, or reliability of the information contained in this document. CVC does not represent or warrant that this document is complete or that it contains all material information about CVC or which a prospective investor or purchaser may require in evaluating a possible investment in CVC or acquisition of CVC shares.
It is not intended to be relied upon as advice to investors or potential investors, and does not contain all information relevant or necessary for an investment decision or that would be required in a prospectus prepared in accordance with the Corporations Act.
Statements in this Presentation are made only as of the date of this Presentation unless otherwise stated and information in this Presentation remains subject to change without notice.
NOT AN OFFER
This Presentation is not a prospectus, disclosure document, product disclosure statement or other offering document under Australian law and does not constitute an invitation to subscribe for or buy any shares in CVC, including in any jurisdiction in which it would be unlawful, or a solicitation to engage in or refrain from engaging in any transaction.
NOT INVESTMENT ADVICE OR A RECOMMENDATION
This Presentation does not constitute investment or financial product advice, nor is it a recommendation to acquire shares in CVC. It is not intended to be used as the basis for making a financial decision, nor is it intended to constitute legal, tax, accounting or other advice. In particular, this Presentation is not intended to be relied upon as advice to any person and does not take into account the financial situation, objectives or needs of any person. This Presentation may not be relied on to make an investment or other financial decision, and you should make your own assessment and take independent professional advice in relation to the information, before making any investment decision in relation to CVC.
FINANCIAL AMOUNTS
All dollar values are in Australian Dollars (A$) and financial data is presented as at the date of this presentation unless stated otherwise. CVC’s results are reported under Australian International Financial Reporting Standards, or AIFRS.
FUTURE PERFORMANCE
This Presentation contains certain ‘forward looking statements’ including statements regarding or based on CVC’s current belief, intent, assumptions or expectations with respect to the financial condition and performance, results and operations, business plans and objectives or management, capital adequacy, risk management practices and specific or general provisions.
Forward looking statements can generally be identified by the use of forward looking words such as ‘anticipate’, ‘believe’, ‘expect’, ‘project’, ‘forecast’, ‘estimate’, ‘likely’, ‘intend’, ‘should’, ‘will’, ‘could’, ‘may’, ‘target’, ‘plan’ and other similar expressions within the meaning of securities laws of applicable jurisdictions. Indications of, and guidance or outlook on future earnings, distributions or financial position or performance are also forward looking statements. The forward looking statements contained in this Presentation involve known and unknown risks and uncertainties and other factors, many of which are beyond the control of CVC, and may involve significant elements of subjective judgement and assumptions as to future events which may or may not be correct.
There can be no assurance that actual outcomes will not differ materially from these forward-looking statements.
DISCLAIMER
No party other than CVC has authorised or caused the issue, lodgement, submission, dispatch or provision of this Presentation, or takes any responsibility for, or makes or purports to make any statements, representations or undertakings in this Presentation. Any information or representations not contained in this Presentation may not be relied upon as having been authorised by CVC.
Nothing contained in this document nor any information made available to you is, or shall be relied upon as, a promise, representation, warranty or guarantee, whether as to the past, present or future. Past performance information given in this document is given for illustrative purposes only and should not be relied upon as (and is not) any indication of future performance.
To the maximum extent permitted by law, CVC, officers, employees, agents and advisers disclaim all liability for any expenses, losses, damages or costs incurred by you as a result of this presentation being inaccurate or due to information being omitted from this Presentation, whether by way of negligence or otherwise, make no representation or warranty, express or implied, as to the currency, accuracy, reliability or completeness of the information in this Presentation.
The information in this Presentation remains subject to change without notice.
23 November, 2020 | 2
CVC LIMITED | Annual General Meeting Presentation
CVC – Results Summary
1 JULY 2019 – 30 JUNE 2020
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Net profit after tax of $0.1m (2019: $1.0m)
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Net loss after tax attributable to shareholders $2.1m (2019: $2.1m)
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Reduction in the number of investment strategies pursued
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Rationalisation of the investment portfolio leading to more concentrated positions in fewer opportunities
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Advancement in the commercialisation of several direct property investments including securing leasing commitment from Bunnings for the Caboolture Retail and Business Park
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Planning approvals for Marsden Park, Donnybrook and East Bentleigh nearing completion
| 2020 | 2019 | |
|---|---|---|
| Segment Contribution | $ | $ |
| Direct property investment | (1.1m) | 16.4m |
| Property backed lending | 10.9m | 5.8m |
| Funds management | 0.5m | 1.5m |
| Equity and Alternative Investments | (3.2m) | (7.1m) |
| Convertible note interest Unallocated |
(3.6m) (5.7m) |
(4.3m) (11.3m) |
| Tax effect | 2.3m | - |
| Net Profit After Tax | 0.1m | 1.0m |
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Further advancement of rezoning applications for Liverpool and Turrella projects
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Strong contribution from property backed lending activities
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Significant portion of the CVC Emerging Companies Fund invested and performing well
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Corporate overhead significantly reduced to better match operational model of business
23 November, 2020 | 3
CVC LIMITED | Annual General Meeting Presentation
CVC – Business Simplification
1 JULY 2019 – 30 JUNE 2020
Summary of Business Operations
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Simplification of CVC’s business activities
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Completed review of funds management activities and commenced restructuring this segment of the business
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Rationalisation of corporate structures to reduce number of subsidiary entities which require ongoing reporting and management
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Repositioning of the investment portfolio to increase efficiency, focus and performance of investments. Outcomes have been:
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Reduction of number of investment strategies being pursued
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Minimum size for investments increased
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Number of investments reduced
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Reduction of corporate overhead of 60% resulting from:
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Reduction in occupancy costs
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Reduced headcount to align with rationalised business
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Lower corporate costs associated with travel (part Covid-19 impact)
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| 2020 | 2019 | |
|---|---|---|
| Segment Investment Allocation | ||
| Direct Property | 23.79% | 17.60% |
| Property Backed Lending | 46.19% | 18.98% |
| Funds Management | 8.26% | 12.07% |
| Equity and Alternative Assets | 13.97% | 30.06% |
| Cash and Deposits | 7.79% | 21.29% |
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Cash and
deposits
Equity and Direct
Alternative Property
Assets
Funds
Management
Property
Backed Lending
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23 November, 2020 | 4
CVC LIMITED | Annual General Meeting Presentation
CVC – Segment Reporting
1 JULY 2019 – 30 JUNE 2020
CVC LIMITED | Annual General Meeting Presentation
23 November, 2020 | 5
CVC – Direct Property Investments
1 JULY 2019 – 30 JUNE 2020
2020 Return Invested at 30 June 2020 $62.1m[2] Profit ($1.1m)
Return (2.3%)[1] No. of Investments 16
2021 Objectives
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Complete planning processes of major investments – Donnybrook, East Bentleigh, Marsden Park
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Progress of Liverpool and Turrella planning applications
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Commence development of Bunnings and Neighbourhood Centre at Caboolture
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Progress development of Elara Shopping Centre at Marsden Park
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Finalise leasing arrangements with anchor tenants at Harpley Town Centre at Werribee
Investment Summary
Result:
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FY20 result driven by no divestment of assets in this period and accounting treatment of capital investment around areas such as planning, holding costs as expenses
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Portfolio valued at cost but is increasing in value as properties are developed and repositioned – recording of increase will come on divestment
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Anticipated that FY21 will see return to positive accounting contribution
Thematic:
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Seek to add value to property through advancing either:
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Tenant commitments
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Planning outcomes
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Repositioning through refurbishment works
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Not simply relying on market escalation creating value
Market Observations:
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The market impact of Covid-19 is still not fully understood (limited impact so far)
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Few indications of distressed selling of assets, perhaps reflecting extremely low cost of capital
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Being able to demonstrate access to capital will provide for opportunity if purchasing opportunities do open up
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Larger property groups are seeking assets that are resolved – opportunity exists for groups like CVC to purchase, de-risk / reposition, and divest assets
1. Return is calculated as annual earnings divided by the average of total opening and closing direct property investments, net of property debt, during the financial year.
2. Invested amount at 30 June 2020 includes direct property investment, net of specific property debt.
23 November, 2020 | 6
CVC LIMITED | Annual General Meeting Presentation
CVC – Direct Property Investments
1 JULY 2019 – 30 JUNE 2020
Selected Investments – Retail Development Projects
Elara Neighbourhood Shopping Centre, Marsden Park, NSW
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Contracted to purchase site during FY20 period
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2.5Ha site in Stockland’s Elara Estate
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Approval for 8,200sqm neighbourhood shopping centre, end value $53m
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Development works have commenced, anticipated completion in H1 FY22
Harpley Neighbourhood Shopping Centre, Werribee, VIC
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Contracted to purchase site during FY20 period
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4.4Ha site within Lend Lease Harpley Estate
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Development to incorporate medical centre, neighbourhood centre, service station and fast food and other commercial uses.
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End value projected to be in excess of $90m
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Site settlement in FY21 with development commencing FY22
Big Fish Retail and Commercial Centre, Caboolture, QLD
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Purchased in 2015
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15Ha site with existing tavern
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Completed Caltex anchored travel centre in FY19 and McDonalds currently under construction
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Negotiated and finalised Agreement for Lease with Bunnings for 13,000sqm warehouse in FY2020
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Documented commitment from major supermarket operator, chemist and bulky goods centre tenant
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Development works for Bunnings and shopping centre to commence FY21
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23 November, 2020 | 7
CVC LIMITED | Annual General Meeting Presentation
CVC – Direct Property Investments
1 JULY 2019 – 30 JUNE 2020
Selected Investments – Projects in Planning Approval Processes
East Boundary Road, East Bentleigh, VIC
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Purchased in 2015 in partnership with MAKE Property Group
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4.3Ha site in ‘middle ring’ SE Melbourne suburb
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Property purchased on sale and lease back structure
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Rezoning from industrial to ‘mixed use’ sought
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Anticipated that planning approval will occur in FY21
Donnybrook Road, Donnybrook, VIC
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Purchased sites in 2015 and 2016 in joint venture with Villa World Limited (now Avid Property Group)
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Sought rezoning to allow in excess of 2,500 residential allotments
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Planning panel established to progress the Precinct Structure Plan during November and December 2020
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Forecast that rezoning likely to occur during FY21
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23 November, 2020 | 8
CVC LIMITED | Annual General Meeting Presentation
CVC – Direct Property Investments
1 JULY 2019 – 30 JUNE 2020
Selected Investments – Projects in Planning Approval Processes
Park Road, Marsden Park, NSW
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Purchased in 2013 in partnership with Leamac Property Group
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CVC ownership 66%
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151Ha site North West Growth Centre
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Rezoning application submitted to approval approximately 550 residential allotments
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Planning process entering its final stages with New South Wales Department of Planning
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Anticipated that planning approval will occur in FY21
Heathcote Road, Liverpool, NSW
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Secured option to purchase site in 2016 in partnership with Leamac Property Group
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Purchase abacus share of project with final payment due in Dec 20
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CVC ownership 66%
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17Ha site located on Georges River
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Seeking rezoning from Industrial zoning to major mixed use precinct
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23 November, 2020 | 9
CVC LIMITED | Annual General Meeting Presentation
About CVC – Property Backed Lending
1 JULY 2019 – 30 JUNE 2020
2020 Return Invested at 30 June 2020 $124.0m[2] Profit $10.9m
Return 13.2%[1] No. of Investments
22
2021 Objectives
-
Continue to invest in appropriately structured real estate investments. Cover both senior, mezzanine (where registered security is available) and preferred equity positions
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Build out investment avenues through a wide range of industry networks including real estate agents, finance brokers, accounting practices, etc.
Investment Summary
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Property finance transactions still provide excellent risk adjusted returns
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Registered mortgages over real assets with guarantees from Borrowers have been a strong performing segment for CVC
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Flexibility in structuring, efficient approval process, strong balance sheet capacity places CVC in a strong position to win transaction flow
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Big Banks have reduced exposure to this segment and Borrowers are far more accepting of ‘non bank’ finance providers than was the case 3 years ago
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CVC’s ability to understand real estate as an equity participant provides a unique insight to transaction evaluation and management
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1. Return is calculated as annual earnings divided by the average of total opening and closing loan balances during the financial year.
2. Invested amounts at 30 June 2020, net of external borrowings, including loan portfolios of Eildon Debt Fund and Eildon Capital Group of $53.3m
23 November, 2020 | 10
CVC LIMITED | Annual General Meeting Presentation
About CVC – Property Backed Lending
1 JULY 2019 – 30 JUNE 2020
Selected Property Backed Lending Investments
Safety Beach, VIC
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Registered 1st mortgage investment to provide construction funding for 29 townhouses in beachside suburb on Mornington Peninsula
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Owner occupier market with majority of project presold
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Last site within marina based master planned community offering this style of product
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Anticipated loan repayment H2 FY2021
Elsternwick, VIC
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Registered 2nd mortgage investment in a 10 luxury apartment development in bayside suburb of Melbourne
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Owner occupier market with majority of project presold
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Low supply of this product in this location
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Anticipated completion December 2020
Main Beach, QLD
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Registered 1st mortgage investment on development land in Main Beach, Gold Coast
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Site progressed in DA application with approval forecast to be received December
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Construction anticipated to commence Q1 2021 where refinance of current facility is forecast to occur
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23 November, 2020 | 11
CVC LIMITED | Annual General Meeting Presentation
About CVC – Funds Management
1 JULY 2019 – 30 JUNE 2020
2020 Return Invested at 30 June 2020 $24.0m Profit $0.5m Return 1.9%[1] No. of Investments 4
2021 Objectives
- Continue to support our funds management investments and seek further investment of balance sheet into funds created by these businesses
Investment Summary
-
CVC reviewed its funds management strategy and implemented the following changes:
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Resolved to sell Eildon Funds Management Limited to Eildon Capital Group (ASX: EDC) as part of an internalisation proposal.
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Divested holding in Australian Invoice Financing during the period
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Sold its stake in manager of Causeway Wholesale Private Debt Income Fund
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Continued support of the strongly performing CVC Emerging Companies Fund
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Continued to provide warehouse facility to Bigstone Finance
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1. Return is calculated as annual earnings divided by the average of total opening and closing loan balances during the financial year.
23 November, 2020 | 12
CVC LIMITED | Annual General Meeting Presentation
About CVC – Funds Management
1 JULY 2019 – 30 JUNE 2020
CVC Emerging Companies Fund
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Unlisted 5 year closed end fund
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Early stage investment focus
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Fund size $45m
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CVC ownership 22.6%
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Manager of fund is 50% owned by CVC Limited
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Fund is anticipated to be fully invested by end of 2020
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Fund investments in CleanSpace and Ai Media have successfully listed on the ASX
Eildon Capital Group
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ASX listed property investment and funds management business
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Market capitalisation $42m
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CVC ownership 45%
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Active investment across debt and equity positions in Australian real estate sector
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Funds management activities across three segments:
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Real estate debt
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Property income funds
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Opportunity funds
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23 November, 2020 | 13
CVC LIMITED | Annual General Meeting Presentation
About CVC – Equity and Alternative Investments
1 JULY 2019 – 30 JUNE 2020
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2020 Return
Invested
at 30 June 2020 $40.5m Profit ($3.2m) Return (5.3% [1] ) No. of Investments 21
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2021 Objectives
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Work to derive value from smaller portfolio of investments
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Seek high conviction positions in businesses with exceptional people and operating models
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Potentially invest alongside CVC Emerging Companies Fund when investments are larger than fund allocation allows
Investment Summary
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Exited Maggie Beer Holdings, Universal Biosensors and Telix during period
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ASX listed investments centre around concentrated positions in Tas Foods Limited, Mitchell Services and Cyclopharm Limited
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Continuation of rationalisation in the unlisted equity segment with the number of investments reducing from 38 to 21
1. Return is calculated as annual earnings divided by the average of total opening and closing listed investments during the financial year.
23 November, 2020 | 14
CVC LIMITED | Annual General Meeting Presentation
About CVC – Equity and Alternative Investments
1 JULY 2019 – 30 JUNE 2020
Selected Equity and Alternative Investments
Cyclopharm Limited
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30 year old ASX listed business specialising in nuclear and respiratory medicine
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CVC ownership 8.9%
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Entered into final phase of FDA in US for approval for major product
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Tas Foods Limited
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ASX listed Tasmanian food production and sales business
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CVC ownership 17.4%
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Recently conducted capital raising which saw CVC increase holding
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Strategic review complete with new initiatives being implemented
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Lendi
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Unlisted online home loan platform
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Strong growth in market share
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Potential for IPO in the short / medium term
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23 November, 2020 | 15
CVC LIMITED | Annual General Meeting Presentation
Year to Date
1 JULY 2020 – 30 JUNE 2021
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A list of key items which relate to the period post 30 June 2020 follows:
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Completed internalisation of Eildon Funds Management Limited by Eildon Capital Group, positioning the business as a specialist real estate and investment management business on ASX
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Strong price appreciation in listed equities, largely driven by Cyclopharm
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CVC Emerging Companies Fund will see flow on effect of positive IPO outcomes of Ai Media and Cleanspace in the current period
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23 November, 2020 | 16
CVC LIMITED | Annual General Meeting Presentation
1 JULY 2020 – 30 JUNE 2021
CVC Outlook
Forecast Performance
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Market update provided on ASX platform on 23 October 2020 providing forecast for H1 FY21 of between $10m-$12m net profit after tax;
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A component of this forecast profit will be unrealised as it is a result of mark-to-market revaluations of investments, therefore this result can vary between now and end of period;
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Strong contribution from Emerging Companies Fund, primarily due to CleanSpace Holdings post IPO performance;
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Anticipation that direct property investments will contribute to profit during the second half of FY21; and
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Continued contribution from property backed lending investments.
Capital Management
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Continue to evaluate merit of buybacks of CVC Convertible Note and CVC Limited shares
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Board is committed to paying dividends in line with performance and underlying profitability, with perspective also applied to the nature of profit (realised or unrealised and potential for reversal in future periods)
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Assessment of level of H1 FY2021 dividend to be made post 31 December 2020
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23 November, 2020 | 17
CVC LIMITED | Annual General Meeting Presentation
CVC Limited Proxy Results
1 JULY 2020 – 30 JUNE 2021
Agenda Items
Item 2 – Adoption of Remuneration Report
| For | Against | Abstain | Discretion | Excluded | Total |
|---|---|---|---|---|---|
| 1,355,588 | 12,245,136 | 40,349 | 1,013,646 | 26,884,929 | 41,539,648 |
Item 3 – Election of Mr Alexander Rapajic-Leaver
| For | Against | Abstain | Discretion | Excluded | Total |
|---|---|---|---|---|---|
| 27,793,323 | 12,207,252 | 3,400 | 1,535,673 | - | 41,539,648 |
Item 5 – Removal of Auditor
| For | Against | Abstain | Discretion | Excluded | Total |
|---|---|---|---|---|---|
| 39,945,087 | 25,891 | 26,068 | 1,542,602 | - | 41,539,648 |
Item 6 – Appointment of Auditor
| For | Against | Abstain | Discretion | Excluded | Total |
|---|---|---|---|---|---|
| 39,949,544 | 21,434 | 26,068 | 1,542,602 | - | 41,539,648 |
Item 4 – Approval of on-market buyback
| For | Against | Abstain | Discretion | Excluded | Total |
|---|---|---|---|---|---|
| 39,953,210 | 43,836 | - | 1,542,602 | - | 41,539,648 |
23 November, 2020 | 18
CVC LIMITED | Annual General Meeting Presentation